Dow has resources to complete merger – Rohm and Haas

09 February 2009 03:24[Source: ICIS news]

SINGAPORE (ICIS news)-- Philadelphia-based specialty chemicals firm Rohm and Haas said late Sunday that Dow Chemical has the resources and flexibility to complete the merger and should refrain from “frightening” its employees, communities and customers with threats of pulling out of the deal.

“Rather than focus on the necessary steps, Dow has embarked on an aggressive campaign in an attempt to frighten our employees, communities and customers with its statements,” Rohm and Haas said in a statement.

“Rohm and Haas believes that the combination of the two companies will create a strong global competitor to benefit shareholders and all other stakeholders in the long term,” it added in a statement.

The company sued Dow in Delaware Chancery Court after the US chemical giant refused to close the merger. Dow warned that closing the merger now would endanger the viability of the combined company.

Dow argued in a 62-page court filing on 3 February that a forced merger would only benefit the current shareholders of Rohm and Haas and would be contrary to the interests of the 55,000 Rohm and Haas and Dow employees, the associated communities, suppliers and customers.

Rohm and Haas has since rejected those arguments and said that the combined company is “well positioned” to meet those challenges.

Separately, Rohm and Haas has suggested a meeting between the companies’ financial advisors to establish an essential foundation for future discussions following three “disappointing” meetings between their executives.

“At none of those meetings, despite our repeated requests, did Dow's representatives provide ours with meaningful details of what Dow is doing to secure financing for the merger, to address the concerns of the rating agencies, or take other actions necessary to close the transaction as soon as possible,” said Rohm and Haas in a letter to Dow dated 6 February.

“We were also very troubled to learn yesterday that your intervention with the Federal Trade Commission (FTC) went far beyond what Dow had previously disclosed to us,” it added without providing further details.

The merger trial that Rohm and Haas filed against Dow Chemicals is set to begin on 9 March.